Sec Form 4 Filing - Hecht Curtis @ Calithera Biosciences, Inc. - 2021-01-20

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Hecht Curtis
2. Issuer Name and Ticker or Trading Symbol
Calithera Biosciences, Inc. [ CALA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CHIEF BUSINESS OFFICER
(Last) (First) (Middle)
C/O CALITHERA BIOSCIENCES, INC., 343 OYSTER POINT BLVD. #200
3. Date of Earliest Transaction (MM/DD/YY)
01/20/2021
(Street)
SOUTH SAN FRANCISCO, CA94080
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/20/2021 A 35,000 ( 1 ) A $ 0 62,321 ( 2 ) D
Common Stock 01/20/2021 A 30,000 ( 3 ) A $ 0 92,321 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) $ 2.98 01/20/2021 A 150,000 ( 4 ) 01/20/2031 Common Stock 150,000 $ 0 150,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Hecht Curtis
C/O CALITHERA BIOSCIENCES, INC.
343 OYSTER POINT BLVD. #200
SOUTH SAN FRANCISCO, CA94080
CHIEF BUSINESS OFFICER
Signatures
/s/ Curtis Hecht 01/22/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The shares of Common Stock are to be acquired upon the vesting of a Restricted Stock Unit award granted to the Reporting Person. The Restricted Stock Units shall vest as follows: one-fourth (1/4th) of the shares subject to the Restricted Stock Unit will vest each year after January 20, 2021 until the Restricted Stock Units are fully vested. The Restricted Stock Unit shall be subject to accelerated vesting as set forth in the optionee's employment agreement with the Company.
( 2 )Includes 11,381 shares acquired for various periods from December 8, 2017 through December 10, 2020 under the Company's 2014 Employee Stock Purchase Plan.
( 3 )The shares of Common Stock are to be acquired upon the vesting of a Restricted Stock Unit award granted to the Reporting Person. The Restricted Stock Units shall fully vest on January 3, 2022. The Restricted Stock Unit shall be subject to accelerated vesting as set forth in the optionee's employment agreement with the Company.
( 4 )One-fourth (1/4th) of the Option vests one year after January 20, 2021; the balance of the Option vests in a series of thirty-six (36) successive equal monthly installments thereafter. The Option shall be subject to accelerated vesting as set forth in the optionee's employment agreement with the Company.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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